Terms of service

INTRODUCTION.

The following Terms of Use (these “Terms of Use”) govern your (“you”, “your”, “user”) use of the products and services available at the website located at the URL absolutehistory.com (the “Site”), which was created, and is controlled and operated by Absolute History. (“Absolute History”). As further described below, the Site features Absolute History’s proprietary recommendation technology in its various forms (collectively, the “Service”) which may be used on the Site, or on your website or your affiliated websites via any software code that we may make available to you from time to time (such user is hereinafter, a “Partner”), used in accordance with these Terms of Use. By accessing this Site or using any part of the Service, you agree to be bound by these Terms of Use. If you do not agree to all of these Terms of Use, then you may not access the Site or use the Service. Your right to use the Site and the Service is expressly conditioned upon your assent to all of these Terms of Use, to the exclusion of all other terms. The Service is available only to individuals who are at least 18 years old, whether acting on their own behalf or as an authorised employee or representative of a corporation or other business entity. If you do not so qualify, do not attempt to register for or use the Services.

MODIFICATIONS OF TERMS OF USE.

Absolute History reserves the right, at its sole discretion, to make minor changes to these Terms of Use at any time provided that these do no materially adversely impact you. You should come back and review these Terms of Use from time to time, as you are solely responsible for reviewing and becoming familiar with any such modifications. Continued use of the Service by you constitutes your acceptance of the Terms of Use as modified.

DESCRIPTION OF SERVICE.

The Service provides you with recommendations (“Recommendations”) for news articles, graphics, photographs, images, illustrations, software, audio clips and video clips (“Content”). Some Recommendations may consist of Content that our customers pay us to promote (“Promoted Content”). These Recommendations generate revenue (“Promotional Revenue”) for the Site from customers selected by Absolute History in its sole discretion. If you use the Service without registering on the Site, this Recommendation functionality will be automatically provided as part of the Service. If you register on the Site, you may control the settings for the Recommendation functionality, as described on the Absolute History Dashboard and in Section 6 below.

LICENSE OF ABSOLUTE HISTORY SERVICE.

Grant of License. Subject to your full compliance with all of the terms and conditions of these Terms of Use Absolute History grants you a limited non-exclusive, revocable, nonsublicensable, nontransferable license to use (i) the Service; (ii) any application program interface or any other software code that we may make available to you from time to time provided by Absolute History (collectively, the “Code”); (iii) any Absolute History end-user documentation, solely when bundled with the Service; and (iv) any upgrades, updates and new versions of the Service, as further described below. Such license shall include the right to use any Absolute History intellectual property rights associated with or related to use of the Code, other matters related to the Service, and the Absolute History end user documentation, solely in connection with the use of the Service as explained in the FAQ.

Rights to Sublicense. Pursuant to Section 4.A. above, you shall have the right to: (i) contract consultants and contractors solely for the purpose of developing, manufacturing, testing, and supporting the use of the Services and the Code by you; and (ii) grant your end users sublicenses, subject to the provisions of Section 4.I below. Except as provided in this Section 4.B., you shall not have the right to sublicense any of your rights under these Terms of Use to any consultants, contractors, or other third parties.

License Restrictions. You shall not use the Code in connection with or to promote any products, services, or materials that constitute, promote or are used primarily for the purpose of dealing in: spyware, adware, or other malicious programs or code, counterfeit goods, items subject to U.S. embargo, unsolicited mass distribution of email (“Spam”), multi-level marketing proposals, hate materials, hacking, surveillance, interception, or descrambling equipment, libelous, defamatory, obscene, pornographic, abusive or otherwise offensive content, prostitution, body parts and bodily fluids, stolen products and items used for theft, fireworks, explosives, and hazardous materials, government IDs, police items, gambling, professional services regulated by state licensing regimes, weapons and accessories. You shall implement the Services in a timely manner in accordance with all reasonable instructions notified to you by Absolute History from time to time. You shall implement the Service in such a way that the look and feel of the Service shall not be confusingly similar with any other third party provider on your Site.

Other Restrictions. Except as expressly and unambiguously authorised under these Terms of Use, you may not: (i) copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorised by applicable statutory law), modify or alter any part of the (a) collaborative filtering data and related reports (collectively, “Data”) to which Absolute History may provide you to access in a variety of formats, or (b) Code, or (ii) otherwise use the Code or the Service on behalf of any third party. Except as described in Section 4.G below, these Terms of Use do not include any right for you to use any trademark, service mark, trade name or any other mark of Absolute History or any other party or licensor. No rights or licenses are granted except as expressly and unambiguously set forth herein. If you violate any of the foregoing restrictions, Absolute History shall own all right, title and interest relating to any and all derivative works, inventions, works of authorship, designs, know-how, ideas and information made or conceived or reduced to practice, in whole or in part, as they may relate to the use of the Service or the Code. You agree to make all assignments necessary to accomplish the foregoing ownership. New Versions And Upgrades. Absolute History may release updates, upgrades or new versions of the Service or the Code, or other software related to the Service, to be incorporated as instructed on the FAQ. You agree that any access to any Absolute History software granted pursuant to these Terms of Use will not limit or restrict Absolute History’s right to modify or replace such software in future versions of the Service. The licenses granted to you shall be deemed to include such items.

Trademark License. Absolute History hereby grants to you a personal, limited, non-exclusive, non-transferable, fully-paid license to use the Absolute History Marks (as defined in Section 18 below). You may use the Absolute History Marks in conjunction with your use of the Code, the Data or the Service on any pages of your websites or affiliate websites that feature any aspect of the Service. You may publish blog posts on your blog or affiliate blogs that include the use of Absolute History Marks at any time without additional authorisation by Absolute History, provided that you make reasonable efforts to send the blog post to Absolute History prior to or concurrent with the publishing of your blog posts. Nothing in this Agreement grants you ownership or any rights in or to use the Absolute History Marks, except in accordance with this license. Under no circumstances may you disparage or otherwise abuse the Absolute History Marks, nor violate any terms of the User Conduct rules set forth in Section 5 below. The rights granted to you in this license will terminate upon any termination or expiration of these Terms of Use and you will no longer make any use of any Absolute History Marks.

No Other Licenses. Apart from the licenses granted pursuant to these Terms of Use , no other licenses are granted by Absolute History to you by implication or estoppel. End-User Licensing. You agree that for each of your websites and/or software product(s) that use the rights granted in these Terms of Use, such website’s terms and conditions will include terms to ensure that: (i) the Service, Data and the Code shall be at least as protected as your own proprietary software applications, and (ii) such proprietary software applications are protected by the terms of use on such website. You are responsible for ensuring that your privacy policy is updated to include such relevant information about the Absolute History Services as are necessary to enable you to comply with all applicable laws.

USER CONDUCT.

As a condition of use, you promise not to use the Service or the Data for any purpose that is unlawful or prohibited by these Terms of Use, or any other purpose not reasonably intended by Absolute History. By way of example, and not as a limitation, you agree not to use the Services:

to abuse, harass, threaten, impersonate or intimidate other Absolute History users or Content providers;

in any manner that is infringing, libelous, defamatory, obscene, pornographic, abusive, offensive or otherwise violates any law or right of any third party;

for any illegal or unauthorized purpose. You agree to comply with all local laws regarding online conduct and acceptable content;

to post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any Absolute History user;

to create or submit Spam to any other Absolute History users or any URL;

to violate any laws in your jurisdiction (including but not limited to copyright laws);

via use of any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission;

to take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our Service infrastructure;

to interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site;

to bypass any measures we may use to prevent or restrict access to the Site;

with the intention of artificially altering the Recommendations, or any other Absolute History service, including by way of creating separate user accounts for the purpose of artificially altering Absolute History’s services; artificially inflating clicks on Recommendations or Promoted Content, or participating in any other organized effort that in any way artificially alters the results of the Service.

The following sites are strictly prohibited from using the Service and Absolute History will actively terminate the Service from sites it finds to be in violation of these prohibitions: sites displaying adult, obscene, pornographic, libelous, infringing abusive or defamatory content, sites participating in, or encouraging participation in, illegal activities, sites that promote hate and discrimination, sites that facilitate the sale of firearms or illegal drugs. In addition, Absolute History reserves the right in its sole editorial discretion to disable its Service on any site.

Absolute History, in its sole discretion, may remove any Content from the Site for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content), at any time. To report abuse to these Terms of Use abuse, please email abuse@absolutehistory.com.

REGISTRATION.

You are not required to register on the Site in order to use the Service, although even if you do not register, you will be subject to these Terms of Use if you use the Service. If you register on the Site, you will have access to online reports and the Absolute History Dashboard, which allows you to control certain settings for the Service. To register, you must provide certain information. If you are a blogger, you must also provide a valid blog URL. If you are a Partner, you will be required to supply additional contact information, including, without limitation, your name, address, and valid email address and other contact information. Before you complete your registration, you will be sent a link to your email address, which you must click to validate your Absolute History account.

PROMOTED CONTENT.

By registering on the Site, you will have the opportunity to use the Absolute History Dashboard to control the settings for the Recommendation functionality, as well as other settings. If you choose to permit Promoted Content, you can receive a portion of the Promotional Revenue generated on your website and through the use of the Service. No portion of the Promotional Revenue shall be payable to Partners without the written consent of Absolute History through a separate agreement from these Terms of Use.

PROPRIETARY RIGHTS.

All right, title and interest in and to the Site, the Service (compilations, magnetic translations, digital conversions, software and other materials related to the Service), the Data and the Code are and shall at all times remain the sole and exclusive property of Absolute History and are protected by applicable intellectual property laws and treaties. All Data related to the Site or collected by way of the Service on any website shall be the sole property of Absolute History. You acknowledge that you do not acquire any ownership rights in or to the Service or the Data. All rights not expressly granted to you in these Terms of Use are reserved by Absolute History.

CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SERVICE.

Limited License to Use Content. If you are a Partner, by submitting any Content, you hereby grant Absolute History a limited, non-exclusive, fully paid-up, royalty free, worldwide right to use such Content and your registered and unregistered trademarks, service marks, trade dress, graphics or logos (“Partner Marks”) in any of the following: (i) on the Site, any Absolute History blog or newsletter; (ii) on any business development, commercial sales materials, or press releases; (iii) as any part of the Service; (iv) or in any other reasonable manner that a Partner might expect Absolute History to use its Partner Marks.

WARRANTY DISCLAIMER.

(a) You acknowledge that Absolute History has no control over, and no duty to take any action regarding: which users gain access to the Service; what effects the Service may have on you, your website or equipment; the accuracy or how you may interpret, rely on, or use the Service or the Data, including without limitation any loss of reputation or loss of traffic on your website or any website of any of your affiliates; or what actions you may take as a result of having been exposed to the Service. (b) You further acknowledge and agree that Absolute History shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of, or reliance on, any Content, goods or services available on or through any third party website linked or referred to by any portion of the Service or Data. (c) You release Absolute History from all liability with respect to the Service, and any Content or Data provided or accessed via the Service or through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. (d) Absolute History makes no representations concerning the Data or any Content contained in or accessed via the Service or the Site, including without limitation Promoted Content and Absolute History will not be responsible or liable for the contents, accuracy, copyright compliance, legality or decency of third party Content or services accessed via the Service or the Site or for your reliance on any of the foregoing. Absolute History warrants that it has all the necessary rights, titles and interests in the Service and the Code to grant you the rights and licenses contained in these terms of use. (e) No conditions, warranties or other terms apply to any Services, the Code and the Data supplied by Absolute History unless expressly set out in these Terms of Use. No implied conditions, warranties or other terms apply (including any implied terms as to satisfactory quality, fitness for purpose or conformance with description). Absolute History disclaims any warranty that your use of the Service, the Code or the Data will be uninterrupted or error free.

LIMITATION OF LIABILITY.

(a) Nothing in these Terms of Use will exclude or limit either party’s liability: (i) for death or personal injury resulting from its negligence or the negligence of its employees or agents; (ii) for fraud or fraudulent misrepresentation; (iii) for breach of any implied condition as to title or quiet enjoyment. (b) Subject to section 11 (b) above, neither party shall be liable under this Agreement (whether in contract, tort or otherwise) for loss of revenues, indirect loss of profits, loss of contracts, loss of business or anticipated savings, loss of data, loss of goodwill or reputation or for any consequential, special or indirect losses whether or not such losses were within the contemplation of the parties at the time of acceptance of these Terms of Use, suffered or incurred by that party arising out of or in connection with the provisions of, or any matter under, these Terms of Use. (c) Subject to Section 11 (a) and 11 (b), each party’s total aggregate liability under these Terms of Use (whether in contract, tort or otherwise) shall be limited to the greater of: (i) 125% of the amount paid or payable by Absolute History under the Agreement in the six months immediately preceding the month in which the event (or first in a series of connected events) occured; (ii) and £30,000 pounds sterling.

INDEMNITY.

You agree to indemnify, defend and hold harmless Absolute History, its parents, subsidiaries, affiliates, customers and vendors, and their respective officers, directors and employees from any liability, damage, cost or fees (including reasonable legal fees) arising from: (i) any claim or demand made by any third party due to or arising out of your access to the Site; (ii) your use of the Service, the Code, the Data and violation of the Terms of Use by you; or (iii) the infringement by you, or any third party using your Absolute History account, of any intellectual property or other rights of any person or entity; provided, however, that you have not sought to remedy such infringement by using Absolute History’s copyright policy, as described in Section 18, below.

TERM AND TERMINATION.

These Terms of Use shall continue until terminated in accordance with this Section. Absolute History, in its sole discretion, may terminate or suspend user accounts at any time for any reason or for no reason at all, without prior notice or liability to you. Upon termination of your account, your right to use the Services will immediately cease. Upon termination of these Terms of Use for any reason, you shall destroy and remove from all computers, hard drives, networks, and other storage media all copies of the Service, the Code and the Data, and shall so certify, if requested, to Absolute History that such actions have occurred. If you wish to terminate your Absolute History account, you may simply discontinue using the Service. All provisions of these Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

EXPORT CONTROLS.

You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control (“OFAC”), or other United States or foreign agency or authority, and you shall not export, or allow the export or re-export of the Service in violation of any such restrictions, laws or regulations. By downloading or using the Service and the Data, you agree to the foregoing and represent and warrant that you are not located in, under the control of, or a national or resident of any restricted country.

MISCELLANEOUS.

(a) These Terms of Use constitute the entire agreement between you and Absolute History pertaining to the subject matter in these Terms of Use, and supersede any and all written or oral agreements with respect to such subject matter. (b) No agency, partnership, joint venture, or employment is created as a result of these Terms of Use and you do not have any authority of any kind to bind Absolute History in any respect whatsoever. (c) These Terms of Use and all disputes and claims arising out of or in connection with it are governed by English law. With the sole exception of any application for injunctive relief, the parties irrevocably submit to the exclusive jurisdiction of the English courts. (d) The prevailing party in any action arising out of this Agreement shall be entitled to an award of its costs and reasonable legal fees. Subject to clause 2 above, these Terms of Use may only be amended in a writing agreed by both parties. (e) If any provision of these Terms of Use is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. (f) The failure of Absolute History to act with respect to a breach of these Terms of Use by you or others does not constitute a waiver and shall not limit Absolute History’s rights with respect to such breach or any subsequent breaches. (g) These Terms of Use are personal to you and may not be assigned or transferred for any reason whatsoever (including, without limitation, by operation of law, merger, reorganisation, or as a result of an acquisition or change of control involving you) without Absolute History’s prior written consent and any action or conduct in violation of the foregoing shall be void and without effect. Absolute History expressly reserves the right to assign these Terms of Use and to delegate any of its obligations in these Terms of Use.

ABSOLUTE HISTORY, and other Absolute History marks, graphics, logos, designs, page headers, button icons, scripts, and service names comprise registered and unregistered trademarks, service marks and trade dress of Absolute History in the U.S. and/or other countries (the “Absolute History Marks”). Other trademarks, service marks and trade names used on the Service are the property of their respective owners. Without Absolute History’s prior written authorisation, you agree not to display or use in any manner the Absolute History Marks; however, a Partner may blog about its use of the Service at any time without such authorisation, so long as Partner sends the blog post to Absolute History prior to or concurrent with publishing the blog post.

COPYRIGHT COMPLAINTS.

We respect the intellectual property rights of others and require that those who use the Service do the same. If you believe that your proprietary work has been copied in a way that constitutes copyright infringement, please forward the following information to Absolute History’s Copyright Agent named below:

A physical signature of the person authorised to act on behalf of the owner of the copyright;

description of the copyrighted work that you claim has been infringed;

A description of where the material that you claim is infringing is located on the Service;

Your address, telephone number, and email address;

A statement by you that you have a good faith belief that the disputed use is not authorised by the copyright owner, its agent, or the law; and

A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.